Common use of Retained Names and Marks Clause in Contracts

Retained Names and Marks. (a) The Purchaser hereby acknowledges that all right, title and interest in and to the “BOSTON SCIENTIFIC”, “BSCI” and “BSC” names, together with all names that resemble the foregoing so as to be likely to cause confusion or mistake or to deceive, and all trademarks, service marks, Internet domain names, tag lines, logos, trade names, trade dress, packaging designs, media branding designs, company names and other identifiers of source or goodwill containing or incorporating any of the foregoing (collectively, the “Retained Names and Marks”) shall be retained by BSC or any of its Affiliates, and that, except as expressly provided below, any and all right of the Purchaser to use the Retained Names and Marks hereunder shall terminate as of the Closing and shall immediately revert to BSC, along with any and all goodwill associated therewith. The Purchaser further acknowledges that it is not acquiring any rights to use the Retained Names and Marks, except as expressly provided herein. (b) After the Closing Date, the Purchaser shall be entitled to use, solely in connection with the operation of the Business as operated in all material respects immediately prior to the Closing, all of its existing stocks of signs, letterheads, invoice stock, advertisements and promotional materials, inventory, packaging and other documents and materials (“Existing Stock”) containing the Retained Names and Marks, provided that the Purchaser shall use commercially reasonable efforts to remove, or cease using the Retained Names and Marks (or in the case of advertisements, promotional materials, inventory and packaging, over-label or re-sticker such Existing Stock so as to conceal such Retained Names and Marks) as promptly as practicable after the Closing. After the twelve (12) month anniversary of the Closing Date (or until such Existing Stock is exhausted in the case of the inventory of any Product for which the Retained Names and Marks are embedded in such Product as part of the manufacturing process and not reasonably capable of being stickered or labeled), the Purchaser shall have no right to use the Retained Names and Marks hereunder and shall have removed or obliterated all Retained Names and Marks from such Existing Stock or ceased using such Existing Stock (or in the case of advertisements, promotional materials, inventory and packaging, shall have over-labeled or re-stickered such Existing Stock so as to conceal such Retained Names and Marks). (c) Except as expressly provided in this Section 5.06, no other right to use the Retained Names and Marks is granted by BSC to the Purchaser or its Affiliates whether by implication or otherwise, and nothing hereunder permits the Purchaser or its Affiliates to use the Retained Names and Marks in any manner other than in connection with Existing Stock. The Purchaser shall ensure that all its uses of the Retained Names and Marks as provided in this Section 5.06 shall be only with respect to goods and services of a level of quality commensurate with the quality of goods and services with respect to which the Retained Names and Marks were used in the Business prior to the Closing. Any and all goodwill generated by the use of the Retained Names and Marks under this Section 5.06 shall inure solely to the benefit of BSC. The Purchaser or its Affiliates shall not use the Retained Names and Marks hereunder in any manner that may damage or tarnish the reputation of BSC or the goodwill associated with the Retained Names and Marks. For the avoidance of doubt, nothing in this Section 5.06 shall preclude the Purchaser and its Affiliates from keeping records and other historical or archived documents containing or referencing the Retained Names and Marks or referring to the historical fact that the Business was previously conducted under the Retained Names and Marks, provided that with respect to any such reference, the Purchaser shall not use the Retained Names and Marks to promote any products or services and the Purchaser shall make explicit that the Business is no longer affiliated with BSC, the Sellers or any of their Affiliates. (d) The Purchaser agrees that BSC shall have no responsibility for claims by third parties arising out of, or relating to, the use by the Purchaser of any Retained Names and Marks after the Closing, except as provided under Article VIII. In addition to any and all other available remedies, and except as provided pursuant to Article VIII, the Purchaser shall indemnify and hold harmless BSC and its Affiliates, and their officers, directors, employees, agents, successors and assigns, from and against any and all such claims that may arise out of the use of the Retained Names and Marks by the Purchaser (i) in accordance with the terms and conditions of this Section 5.06, other than such claims that the Retained Names and Marks infringe the Intellectual Property rights of any third party, or (ii) in violation of or outside the scope permitted by this Section 5.06. Notwithstanding anything in this Agreement to the contrary, the Purchaser hereby acknowledges that in the event of any breach or threatened breach of this Section 5.06, BSC, in addition to any other remedies available to it, shall be entitled to seek a preliminary injunction, temporary restraining order or other equivalent relief restraining the Purchaser and any of its Affiliates from any such breach or threatened breach.

Retained Names and Marks. (a) The Purchaser Buyer hereby acknowledges that all right, title and interest in and to the “BOSTON SCIENTIFIC”, “BSCI” names and “BSC” namesmarks set forth in Schedule D, together with all names that resemble the foregoing so as to be likely to cause confusion or mistake or to deceive, variations and acronyms thereof and all trademarks, service marks, Internet domain names, tag lines, logos, trade names, trade dress, packaging designs, media branding designs, company names and other identifiers of source or goodwill containing containing, incorporating or incorporating associated with any of the foregoing (collectively, the “Retained Names and Marks”) shall be retained are owned exclusively by BSC or any of its the Sellers and their Affiliates, and that, except as expressly provided below, any and all right of the Purchaser Acquired Companies to use the Retained Names and Marks hereunder shall terminate as of the Closing and shall immediately revert to BSCthe Sellers and their Affiliates, along with any and all goodwill associated therewith. The Purchaser Buyer further acknowledges that it has no rights, and is not acquiring any rights rights, to use the Retained Names and Marks, except as expressly provided herein. (b) After Buyer will, as soon as practicable after the Closing DateClosing, but in no event later than 60 days thereafter, cause each of the Purchaser shall Acquired Companies to file amended Governing Documents with the appropriate Governmental Authorities changing its corporate name, “doing business as” name, trade name and any other similar corporate identifier to a corporate name, “doing business as” name, trade name or any other similar corporate identifier that does not contain any Retained Names and Marks and to supply promptly any additional information, documents and materials that may be requested by Sellers with respect to such filings. (c) The Acquired Companies will, for a period of 90 days after the date of the Closing, be entitled to use, solely in connection with the operation of the Business as operated in all material respects immediately prior to the Closing, all of its their existing stocks of signs, letterheads, invoice stock, advertisements and promotional materials, inventory, packaging inventory and other documents and materials (“Existing Stock”) containing the Retained Names and Marks, provided that after which date Buyer will cause the Purchaser shall use commercially reasonable efforts Acquired Companies to remove, remove or cease using the Retained Names and Marks (or in the case of advertisements, promotional materials, inventory and packaging, over-label or re-sticker such Existing Stock so as to conceal such Retained Names and Marks) as promptly as practicable after the Closing. After the twelve (12) month anniversary of the Closing Date (or until such Existing Stock is exhausted in the case of the inventory of any Product for which the Retained Names and Marks are embedded in such Product as part of the manufacturing process and not reasonably capable of being stickered or labeled), the Purchaser shall have no right to use the Retained Names and Marks hereunder and shall have removed or obliterated obliterate all Retained Names and Marks from such Existing Stock or ceased cease using such Existing Stock; provided that, notwithstanding the foregoing, Buyer and the Acquired Companies shall be entitled to sell Existing Stock that exists as finished goods or inventory (including any such finished goods and inventory that are in transit or have been delivered to wholesalers, retailers, distributors or customers of the Business) in the case of advertisements, promotional materials, inventory and packaging, ordinary course until such time as Buyer or the Acquired Companies shall have over-labeled or re-stickered either sold all such Existing Stock or shall have written off and destroyed such Existing Stock in accordance with Buyer’s ordinary course accounting and inventory management practices. Additionally, Buyer and the Acquired Companies shall, at all times after the date of the Closing, be entitled to refer to the historical fact that the Business was established in Santa Fe and to the related heritage, so long as such references to conceal such Retained Names the Business and Marks)the Natural American Spirit brand do not suggest that the Acquired Companies are Affiliates of any Seller Group Entity. (cd) Except as expressly provided in this Section 5.06Agreement, no other right to use the Retained Names and Marks is granted by BSC to Buyer or the Purchaser or its Affiliates Acquired Companies, whether by implication or otherwise, and nothing hereunder permits the Purchaser Buyer or its Affiliates any Acquired Company to use the Retained Names and Marks in on any manner documents, materials, products or services other than in connection with the Existing Stock. The Purchaser shall Buyer will ensure that all its uses of the Retained Names and Marks by the Acquired Companies as provided in this Section 5.06 shall 6.5 will be only with respect to goods and services of a level of quality commensurate with equal to or greater than the quality of goods and services with respect to which the Retained Names and Marks were used in the Business prior to the Closing. Any and all goodwill generated by the use of the Retained Names and Marks under this Section 5.06 shall 6.5 will inure solely to the benefit of BSCSellers and their Affiliates. The Purchaser In no event will Buyer or its Affiliates shall not the Acquired Companies use the Retained Names and Marks hereunder in any manner that may damage or tarnish the reputation of BSC Sellers or their Affiliates or the goodwill associated with the Retained Names and Marks. For the avoidance of doubt, nothing in this Section 5.06 shall preclude the Purchaser and its Affiliates from keeping records and other historical or archived documents containing or referencing the Retained Names and Marks or referring to the historical fact that the Business was previously conducted under the Retained Names and Marks, provided that with respect to any such reference, the Purchaser shall not use the Retained Names and Marks to promote any products or services and the Purchaser shall make explicit that the Business is no longer affiliated with BSC, the Sellers or any of their Affiliates. (d) The Purchaser agrees that BSC shall have no responsibility for claims by third parties arising out of, or relating to, the use by the Purchaser of any Retained Names and Marks after the Closing, except as provided under Article VIII. In addition to any and all other available remedies, and except as provided pursuant to Article VIII, the Purchaser shall indemnify and hold harmless BSC and its Affiliates, and their officers, directors, employees, agents, successors and assigns, from and against any and all such claims that may arise out of the use of the Retained Names and Marks by the Purchaser (i) in accordance with the terms and conditions of this Section 5.06, other than such claims that the Retained Names and Marks infringe the Intellectual Property rights of any third party, or (ii) in violation of or outside the scope permitted by this Section 5.06. Notwithstanding anything in this Agreement to the contrary, the Purchaser hereby acknowledges that in the event of any breach or threatened breach of this Section 5.06, BSC, in addition to any other remedies available to it, shall be entitled to seek a preliminary injunction, temporary restraining order or other equivalent relief restraining the Purchaser and any of its Affiliates from any such breach or threatened breach.

Retained Names and Marks. (a) The Purchaser hereby acknowledges that all right, title and interest in and to the names “BOSTON SCIENTIFIC”, “BSCIXxxx & Xxxxxx” and “BSC” namesP&T”, together with all names that resemble the foregoing so as to be likely to cause confusion or mistake or to deceive, variations thereof and all trademarks, service marks, Internet domain names, tag lines, logos, trade names, trade dress, packaging designscorporate names and acronyms thereof and all trademarks, media branding designsservice marks, company domain names, trade names, trade dress, corporate names and other identifiers of source or goodwill containing containing, incorporating or incorporating associated with any of the foregoing (collectively, the “Retained Names and Marks”) shall be retained are owned exclusively by BSC or any of its Affiliates, and that, except as expressly provided below, any and all right of the Purchaser to use the Retained Names and Marks hereunder shall terminate as of the Closing and shall immediately revert to BSC, along with any and all goodwill associated therewithSellers. The Purchaser further acknowledges that it has no rights, and is not acquiring any rights rights, to use the Retained Names and Marks, except as expressly provided herein. (b) After The Purchaser shall, for a period of 45 Business Days after the Closing Date, the Purchaser shall be entitled to use, solely in connection with the operation of the Business as operated in all material respects immediately prior to the Closing, all of its the existing stocks of signs, letterheads, invoice stock, advertisements and promotional materials, inventory, packaging inventory and other documents and materials included in the Purchased Assets (“Existing Stock”) containing the Retained Names and Marks, provided that after which date the Purchaser shall use commercially reasonable efforts to remove, remove or cease using the Retained Names and Marks (or in the case of advertisements, promotional materials, inventory and packaging, over-label or re-sticker such Existing Stock so as to conceal such Retained Names and Marks) as promptly as practicable after the Closing. After the twelve (12) month anniversary of the Closing Date (or until such Existing Stock is exhausted in the case of the inventory of any Product for which the Retained Names and Marks are embedded in such Product as part of the manufacturing process and not reasonably capable of being stickered or labeled), the Purchaser shall have no right to use the Retained Names and Marks hereunder and shall have removed or obliterated obliterate all Retained Names and Marks from such Existing Stock or ceased cease using such Existing Stock (or in Stock, and transfer to the case of advertisements, promotional materials, inventory and packaging, shall have over-labeled or re-stickered such Existing Stock so as Sellers any rights with respect to conceal such Internet domain names incorporating any Retained Names and or Marks). (c) Except as expressly provided in this Section 5.06Agreement, no other right to use the Retained Names and Marks is granted by BSC the Sellers to the Purchaser or its Affiliates Purchaser, whether by implication or otherwise, and nothing hereunder permits shall permit the Purchaser or its Affiliates to use the Retained Names and Marks on or in connection with any manner documents, materials, products or services other than in connection with the Existing Stock. The Purchaser shall ensure that all its uses use of the Retained Names and Marks by the Purchaser as provided in this Section 5.06 5.11 shall be only with respect to goods and services of a level of quality commensurate with equal to or greater than the quality of goods and services with respect to which the Retained Names and Marks were used in the Business prior to the Closing. Any and all goodwill generated by the use of the Retained Names and Marks under this Section 5.06 5.11 shall inure solely to the benefit of BSCthe Sellers. The In no event shall the Purchaser or its Affiliates shall not use the Retained Names and Marks hereunder in any manner that may damage or tarnish the reputation of BSC the Sellers or the goodwill associated with the Retained Names and Marks. For the avoidance of doubt, nothing in this Section 5.06 shall preclude the Purchaser and its Affiliates from keeping records and other historical or archived documents containing or referencing the Retained Names and Marks or referring to the historical fact that the Business was previously conducted under the Retained Names and Marks, provided that with respect to any such reference, the Purchaser shall not use the Retained Names and Marks to promote any products or services and the Purchaser shall make explicit that the Business is no longer affiliated with BSC, the Sellers or any of their Affiliates. (d) The Purchaser agrees that BSC no Seller shall have no any responsibility for claims by third parties arising out of, or relating to, the use by the Purchaser of any Retained Names and Marks after the Closing, except as provided under Article VIII. In addition to any and all other available remedies, and except as provided pursuant to Article VIII, the The Purchaser shall indemnify and hold harmless BSC and its Affiliates, and their officers, directors, employees, agents, successors and assigns, the Sellers from and against any and all such claims that may arise out of the use of the Retained Names and Marks by the Purchaser (i) in accordance with the terms and conditions of this Section 5.065.11, other than such claims that the Retained Names and Marks infringe the Intellectual Property rights of any third party. In addition to any and all other available remedies, or (ii) the Purchaser shall indemnify and hold harmless the Sellers from any and all claims that may arise out of the use of the Retained Names and Marks in violation of or outside the scope permitted by this Section 5.065.11. Notwithstanding anything in this Agreement to the contrary, the Purchaser hereby acknowledges that in the event of any breach or threatened breach of this Section 5.06, BSCSellers, in addition to any other remedies available to itthem for any breach or threatened breach of this Section 5.11, shall be entitled to seek a preliminary injunction, temporary restraining order or other equivalent relief restraining the Purchaser and any of its Affiliates from any such breach or threatened breach.

Retained Names and Marks. (a) The Purchaser and the Purchaser Shareholder hereby acknowledges acknowledge that all right, title and interest in and to the name “BOSTON SCIENTIFICINTAC”, “BSCI” and “BSC” names, together with all names that resemble the foregoing so as to be likely to cause confusion or mistake or to deceive, variations thereof and all trademarks, service marks, Internet domain names, tag lines, logos, trade names, trade dress, packaging designs, media branding designs, company corporate names and other identifiers of source containing, incorporating or goodwill containing or incorporating associated with any of the foregoing (collectively, the “Retained Names and Marks”) shall be retained are owned exclusively by BSC or any of its Affiliatesthe Seller Parent, and that, except as expressly provided below, any and all right of the Purchaser Company and PRC Subsidiaries to use the Retained Names and Marks hereunder shall terminate as of the Closing and shall immediately revert to BSC, along with any and all goodwill associated therewiththe Seller Parent. The Purchaser and the Purchaser Shareholder further acknowledges acknowledge that it is they have no rights, and are not acquiring any rights rights, to use the Retained Names and Marks, except as expressly provided herein. (b) After The Purchaser shall, as soon as practicable after the Closing DateClosing, but in no event later than 30 Business Days thereafter, cause the Purchaser shall Company and PRC Subsidiaries (if applicable) to file amended articles of incorporation with the appropriate authorities changing its corporate name to a corporate name that does not contain any Retained Names and Marks and to supply promptly any additional information and documentary materials that may be requested by the Seller Parent with respect to such filings. (c) The Company and PRC Subsidiaries shall, for a period of 60 Business Days after the date of the Closing, be entitled to use, solely in connection with the operation of the Business as operated in all material respects immediately prior to the Closing, use all of its their existing stocks of signs, letterheads, invoice stock, advertisements and promotional materials, inventory, packaging inventory and other documents and materials (“Existing Stock”) containing the Retained Names and Marks, provided that after which date the Purchaser shall use commercially reasonable efforts to remove, or cease using the Retained Names and Marks (or in the case of advertisements, promotional materials, inventory and packaging, over-label or re-sticker such Existing Stock so as to conceal such Retained Names and Marks) as promptly as practicable after the Closing. After the twelve (12) month anniversary of the Closing Date (or until such Existing Stock is exhausted in the case of the inventory of any Product for which the Retained Names and Marks are embedded in such Product as part of the manufacturing process and not reasonably capable of being stickered or labeled), the Purchaser Shareholder shall have no right cause the Company and PRC Subsidiaries to use the Retained Names and Marks hereunder and shall have removed remove or obliterated obliterate all Retained Names and Marks from such Existing Stock or ceased cease using such Existing Stock (or in Stock, and transfer to the case of advertisements, promotional materials, inventory and packaging, shall have over-labeled or re-stickered such Existing Stock so as Seller Parent any rights with respect to conceal such Internet domain names incorporating any Retained Names and or Marks). (cd) Except as expressly provided in this Section 5.06Agreement, no other right to use the Retained Names and Marks is granted by BSC the Seller Parent to the Purchaser, the Purchaser or its Affiliates Shareholder, the Company and PRC Subsidiaries, whether by implication or otherwise, and nothing hereunder permits the Purchaser, the Purchaser or its Affiliates Shareholder, the Company and PRC Subsidiaries to use the Retained Names and Marks in on any manner documents, materials, products or services other than in connection with the Existing Stock. The Purchaser shall ensure that all its uses use of the Retained Names and Marks by the Company and PRC Subsidiaries as provided in this Section 5.06 5.04 shall be only with respect to goods and services of a level of quality commensurate with equal to or greater than the quality of goods and services with respect to which the Retained Names and Marks were Business used in the Business prior to the Closing. Any and all goodwill generated by the use of the Retained Names and Marks under this Section 5.06 shall inure solely prior to the benefit of BSC. The Purchaser or its Affiliates shall not use the Retained Names and Marks hereunder in any manner that may damage or tarnish the reputation of BSC or the goodwill associated with the Retained Names and Marks. For the avoidance of doubt, nothing in this Section 5.06 shall preclude the Purchaser and its Affiliates from keeping records and other historical or archived documents containing or referencing the Retained Names and Marks or referring to the historical fact that the Business was previously conducted under the Retained Names and Marks, provided that with respect to any such reference, the Purchaser shall not use the Retained Names and Marks to promote any products or services and the Purchaser shall make explicit that the Business is no longer affiliated with BSC, the Sellers or any of their AffiliatesClosing. (d) The Purchaser agrees that BSC shall have no responsibility for claims by third parties arising out of, or relating to, the use by the Purchaser of any Retained Names and Marks after the Closing, except as provided under Article VIII. In addition to any and all other available remedies, and except as provided pursuant to Article VIII, the Purchaser shall indemnify and hold harmless BSC and its Affiliates, and their officers, directors, employees, agents, successors and assigns, from and against any and all such claims that may arise out of the use of the Retained Names and Marks by the Purchaser (i) in accordance with the terms and conditions of this Section 5.06, other than such claims that the Retained Names and Marks infringe the Intellectual Property rights of any third party, or (ii) in violation of or outside the scope permitted by this Section 5.06. Notwithstanding anything in this Agreement to the contrary, the Purchaser hereby acknowledges that in the event of any breach or threatened breach of this Section 5.06, BSC, in addition to any other remedies available to it, shall be entitled to seek a preliminary injunction, temporary restraining order or other equivalent relief restraining the Purchaser and any of its Affiliates from any such breach or threatened breach.

Retained Names and Marks. (a) The Purchaser hereby acknowledges that all right, title and interest in and to the “BOSTON SCIENTIFIC”, “BSCI” and “BSC” namesnames set forth on Section 5.05 of the Seller Disclosure Schedule, together with all names that resemble the foregoing so as to be likely to cause confusion or mistake or to deceive, variations and acronyms thereof and all trademarks, service marks, Internet domain names, tag lines, logos, trade names, trade dress, packaging designs, media branding designs, company names and other identifiers of source or goodwill containing or incorporating any of the foregoing (collectively, the “Retained Names and Marks”) shall be retained are owned exclusively by BSC the Seller or any of its AffiliatesAffiliates (other than the Company), and that, except as expressly provided below, any and all right of the Purchaser Company to use the Retained Names and Marks hereunder shall terminate as of the Closing and shall immediately revert to BSCthe Seller, along with any and all goodwill associated therewith. The Purchaser further acknowledges that it has no rights, and is not acquiring any rights rights, to use the Retained Names and Marks, except as expressly provided herein. (b) After The Purchaser shall, as soon as practicable after the Closing, but in no event later than two (2) Business Days thereafter, cause the Company to file an amended certificate of incorporation with the appropriate Governmental Authorities changing its corporate name, “doing business as” name, trade name and any other similar corporate identifier to a corporate name, “doing business as” name, trade name or any other similar corporate identifier that does not contain any Retained Names and Marks and to supply promptly any additional information, documents and materials that may be requested by the Seller with respect to such filings. (c) The Company shall, for a period of forty (40) Business Days after the Closing Date, the Purchaser shall be entitled to use, solely in connection with the operation of the Business its business as operated in all material respects immediately prior to the Closing, all of its the Company’s existing stocks of signs, letterheads, invoice stock, advertisements and promotional materials, inventoryInternet domain names, packaging inventory and other documents and materials (“Existing Stock”) containing the Retained Names and Marks, provided that after which period the Purchaser shall use commercially reasonable efforts cause the Company to remove, remove or cease using the Retained Names and Marks (or in the case of advertisements, promotional materials, inventory and packaging, over-label or re-sticker such Existing Stock so as to conceal such Retained Names and Marks) as promptly as practicable after the Closing. After the twelve (12) month anniversary of the Closing Date (or until such Existing Stock is exhausted in the case of the inventory of any Product for which the Retained Names and Marks are embedded in such Product as part of the manufacturing process and not reasonably capable of being stickered or labeled), the Purchaser shall have no right to use the Retained Names and Marks hereunder and shall have removed or obliterated obliterate all Retained Names and Marks from such Existing Stock or ceased cease using such Existing Stock (Stock, and transfer to the Seller any rights with respect to Internet domain names incorporating any Retained Names or in Marks; provided, however, that the case of advertisements, promotional materials, inventory and packaging, Purchaser shall have over-labeled or re-stickered cause the Company to use commercially reasonable efforts to ensure that such Existing Stock so as used by the Company hereunder following the Closing shall, where practicable, display a clear and conspicuous notice, in a format reasonably acceptable to conceal such Retained Names the Seller, indicating that the Company (i) was formerly owned by the Seller; and Marks)(ii) is now owned by the Purchaser. (cd) Except as expressly provided in this Section 5.065.05, no other right to use the Retained Names and Marks is granted by BSC the Seller to the Purchaser or its Affiliates the Company, whether by implication or otherwise, and nothing hereunder permits the Purchaser or its Affiliates the Company to use the Retained Names and Marks in any manner other than in connection with the Existing Stock. The Purchaser shall ensure that all its uses use of the Retained Names and Marks by the Company as provided in this Section 5.06 5.05 shall be only with respect to goods and services of a level of quality commensurate with equal to or greater than the quality of goods and services with respect to which the Company used the Retained Names and Marks were used in the Business prior to the Closing. Any and all goodwill generated by the use of the Retained Names and Marks under this Section 5.06 5.05 shall inure solely to the benefit of BSCthe Seller. The In any event, the Purchaser or its Affiliates shall not, and shall cause the Company not to, use the Retained Names and Marks hereunder in any manner that may might damage or tarnish the reputation of BSC the Seller or the goodwill associated with the Retained Names and Marks. For the avoidance of doubt, nothing in this Section 5.06 shall preclude the Purchaser and its Affiliates from keeping records and other historical or archived documents containing or referencing the Retained Names and Marks or referring to the historical fact that the Business was previously conducted under the Retained Names and Marks, provided that with respect to any such reference, the Purchaser shall not use the Retained Names and Marks to promote any products or services and the Purchaser shall make explicit that the Business is no longer affiliated with BSC, the Sellers or any of their Affiliates. (de) The Purchaser agrees that BSC the Seller shall have no responsibility for claims by third parties arising out of, or relating to, the use by the Purchaser Company of any Retained Names and Marks after the Closing, except as provided under Article VIII. In addition to any and all other available remedies, and except as provided pursuant to Article VIII, the Purchaser shall indemnify and hold harmless BSC the Seller and its Affiliates, and their officers, directors, employees, agents, successors and assigns, from and against any and all such claims that may arise out of the use of the Retained Names and Marks by the Purchaser (i) in accordance with the terms and conditions of this Section 5.06, other than such claims that the Retained Names and Marks infringe the Intellectual Property rights of any third party, or (ii) Company in violation of or outside the scope permitted by this Section 5.065.05. Notwithstanding anything in this Agreement to the contrary, the Purchaser hereby acknowledges that in the event of any breach or threatened breach of this Section 5.065.05, BSCthe Seller, in addition to any other remedies available to it, shall be entitled to seek a preliminary injunction, temporary restraining order or other equivalent relief restraining the Purchaser and any of its Affiliates (including the Company) from any such breach or threatened breach.

Retained Names and Marks. (a) The Purchaser hereby Buyer agrees and acknowledges that all rightthat, title and interest except as set forth in and to this Section 7.7, nothing herein grants Buyer or its Affiliates any rights in any registered or unregistered Marks incorporating the word “BOSTON SCIENTIFIC”, “BSCIAllscripts” and “BSC” names, together with all names that resemble the foregoing so as to be likely to cause confusion or mistake or to deceive, and all trademarks, service marks, Internet domain names, tag lines, logos, trade names, trade dress, packaging designs, media branding designs, company names and other identifiers of source or goodwill containing or incorporating any of the foregoing words, marks, corporate symbols, acronyms or logos of the Seller Companies and their respective Affiliates (except as included in the Purchased Assets or, other than for the avoidance of doubt the name “Allscripts”, owned by an Acquired Company) or any derivation thereof (collectively, the “Retained Names and Seller Marks”) ). Except as set forth in Section 7.7(b), Buyer shall be retained by BSC or any of its Affiliatesnot, and thatshall cause its Affiliates not to, except as expressly provided below, any and all right of the Purchaser to use the Retained Names and Seller Marks hereunder shall terminate in connection with the Hospital & Large Physician Practice Business or for any other purpose following the Closing. (b) Effective as of the Closing and shall immediately revert until December 31, 2023 (the “Marks Transition Period”), the Seller Companies and their respective Affiliates hereby grant to BSCBuyer and its Affiliates a worldwide, along with any and all goodwill associated therewith. The Purchaser further acknowledges that it is not acquiring any rights non-exclusive, royalty-free license to use the Retained Names and Marks, except as expressly provided herein. (b) After the Closing Date, the Purchaser shall be entitled to use, solely Seller Marks in connection with the operation of the Business Hospital & Large Physician Practice Business, including on websites and materials such as operated in all material respects immediately prior to the Closingsigns, all of its existing stocks of signspurchase orders, invoices, sales orders, labels, letterheads, invoice stockshipping documents, advertisements business cards and promotional product packaging. Prior to the expiration of the Marks Transition Period, Buyer shall effect the elimination of any use of the Seller Marks in the Hospital & Large Physician Practice Business, including by removing the Seller Marks from the Hospital & Large Physician Practice Business’ respective signage, stationary, purchase orders, invoices, labels, packaging, business cards, equipment, machinery and advertising materials; provided, inventoryhowever, packaging that with respect to paper goods and other documents and similar inventory items, Buyer shall be permitted to use any such amounts of materials (“Existing Stock”) containing existing at the Retained Names and Marks, provided that the Purchaser shall Closing until they are depleted. All use commercially reasonable efforts to remove, or cease using the Retained Names and Marks (or in the case of advertisements, promotional materials, inventory and packaging, over-label or re-sticker such Existing Stock so as to conceal such Retained Names and Marks) as promptly as practicable after the Closing. After the twelve (12) month anniversary of the Closing Date (or until such Existing Stock is exhausted Seller Marks shall be in substantially the case of the inventory of any Product for which the Retained Names same form and Marks are embedded in such Product manner as part of the manufacturing process and not reasonably capable of being stickered or labeled), the Purchaser shall have no right to use the Retained Names and Marks hereunder and shall have removed or obliterated all Retained Names and Marks from such Existing Stock or ceased using such Existing Stock (or in the case of advertisements, promotional materials, inventory and packaging, shall have over-labeled or re-stickered such Existing Stock so as to conceal such Retained Names and Marks). (c) Except as expressly provided in this Section 5.06, no other right to use the Retained Names and Marks is granted by BSC to the Purchaser or its Affiliates whether by implication or otherwise, and nothing hereunder permits the Purchaser or its Affiliates to use the Retained Names and Marks in any manner other than used in connection with Existing Stock. The Purchaser shall ensure that all its uses the operation of the Retained Names and Marks as provided in this Section 5.06 shall be only with respect to goods and services of a level of quality commensurate with the quality of goods and services with respect to which the Retained Names and Marks were used in the Hospital & Large Physician Practice Business prior to the Closing. Any All goods and all goodwill generated by the services associated with Buyer’s and its Affiliates’ use of the Retained Names Seller Marks shall be of the same high quality as the goods and services of the Hospital & Large Physician Practice Business prior to the Closing. All goodwill arising from or associated with Buyer’s or any of its Affiliates’ use of the Seller Marks under this Section 5.06 shall inure solely to the benefit of BSC. The Purchaser or its Affiliates shall not use the Retained Names of, and Marks hereunder in any manner that may damage or tarnish the reputation of BSC or the goodwill associated with the Retained Names and Marks. For the avoidance of doubt, nothing in this Section 5.06 shall preclude the Purchaser and its Affiliates from keeping records and other historical or archived documents containing or referencing the Retained Names and Marks or referring to the historical fact that the Business was previously conducted under the Retained Names and Marks, provided that with respect to any such referencebe owned by, the Purchaser shall not use applicable Seller Company or Seller Company Affiliate that owns the Retained Names and Marks to promote any products or services and the Purchaser shall make explicit that the Business is no longer affiliated with BSC, the Sellers or any of their Affiliates. (d) The Purchaser agrees that BSC shall have no responsibility for claims by third parties arising out of, or relating to, the use by the Purchaser of any Retained Names and Marks after the Closing, except as provided under Article VIII. In addition to any and all other available remedies, and except as provided pursuant to Article VIII, the Purchaser shall indemnify and hold harmless BSC and its Affiliates, and their officers, directors, employees, agents, successors and assigns, from and against any and all such claims that may arise out of the use of the Retained Names and Marks by the Purchaser (i) in accordance with the terms and conditions of this Section 5.06, other than such claims that the Retained Names and Marks infringe the Intellectual Property rights of any third party, or (ii) in violation of or outside the scope permitted by this Section 5.06. Notwithstanding anything in this Agreement to the contrary, the Purchaser hereby acknowledges that in the event of any breach or threatened breach of this Section 5.06, BSC, in addition to any other remedies available to it, shall be entitled to seek a preliminary injunction, temporary restraining order or other equivalent relief restraining the Purchaser and any of its Affiliates from any such breach or threatened breach.Seller

Retained Names and Marks. (a) The Purchaser hereby acknowledges that all right, title and interest in and to the “BOSTON SCIENTIFIC”Glatfelter” name and, “BSCI” to the extent used or held for use in connection with the Business, all names and “BSC” namestrademarks that are owned by the Seller or any of its Affiliates and do not constitute Purchased Intellectual Property, together with all names that resemble the foregoing so as to be likely to cause confusion or mistake or to deceive, variations and acronyms thereof and all trademarks, service marks, Internet domain names, tag lines, logos, trade names, trade dress, packaging designs, media branding designs, company corporate names and other identifiers of source or goodwill containing containing, incorporating or incorporating associated with any of the foregoing (collectively, the “Retained Names and Marks”) shall be retained are owned exclusively by BSC or any of its Affiliates, the Seller and that, except as expressly provided below, any and all right of the Purchaser to use the Retained Names and Marks hereunder shall terminate as of the Closing and shall immediately revert to BSC, along with any and all goodwill associated therewiththe Seller. The Purchaser further acknowledges that it has no rights, and is not acquiring any rights rights, to use the Retained Names and Marks, except as expressly provided herein. (b) After The Purchaser shall, for a period of six (6) months after the Closing Date, the Purchaser shall be entitled to use, solely in connection with the operation of the Business as operated immediately prior to the Closing and solely in all material respects the geographic areas in which the Business operates immediately prior to the Closing, all of its the existing stocks of signs, billboards, trucks, cars, labels, packaging, letterheads, invoice stock, advertisements and promotional materials, inventory, packaging inventory and other documents and materials included in the Purchased Assets (“Existing Stock”) containing that contain the Retained Names and Marks, provided that after which period the Purchaser shall, and shall use commercially reasonable efforts to cause its Affiliates to, remove, obliterate or cease using cover the Retained Names and Marks (or in the case of advertisements, promotional materials, inventory and packaging, over-label or re-sticker such Existing Stock so as to conceal such Retained Names and Marks) as promptly as practicable after the Closing. After the twelve (12) month anniversary of the Closing Date (or until such Existing Stock is exhausted in the case of the inventory of any Product for which the Retained Names and Marks are embedded in such Product as part of the manufacturing process and not reasonably capable of being stickered or labeled), the Purchaser shall have no right to use the Retained Names and Marks hereunder and shall have removed or obliterated all Retained Names and Marks from such Existing Stock or ceased cease using such Existing Stock Stock; provided that the Purchaser shall, for a period of twelve (or in 12) months after the case of advertisementsClosing Date, have the right to use packaging, labeling, containers, supplies, advertising and promotional materials, inventory advertisements, technical data sheets and packaging, shall have over-labeled or re-stickered such Existing Stock so as to conceal such any similar materials bearing the Retained Names and Marks), solely in connection with the manufacture or sale of those Specified Products for which such materials are used immediately prior to the Closing and solely in the same manner as such materials are used immediately prior to the Closing. (c) Notwithstanding the foregoing, the Purchaser shall receive a non-exclusive, fully paid-up, royalty-free, non-transferable, non-sublicenseable (except as to any Affiliates or independent contractors used in the marketing, distribution or sale of the Specified Products solely on behalf of the Purchaser) limited license for a period of two (2) years to use the Retained Names and Marks solely in connection with the marketing, distribution and sale of the Specified Products in the Business solely as the Retained Names and Marks have been used in the Business with respect to the Specified Products for the two (2) year period prior to the Closing Date; provided, however, that each such Specified Product must be manufactured, distributed and sold in accordance with the terms of this Section 5.5 and the applicable designs, product specifications and standards for the Specified Products used by the Seller immediately prior to the Closing Date (the “Quality Specification”). The Purchaser may also use the Retained Names and Marks for purposes of transitioning the Specified Products to trademarks, service marks, Internet domain names, trade names, trade dress, corporate names and other identifiers of source or goodwill that are neither Retained Names and Marks nor confusingly similar thereto; provided, however, that the Purchaser shall first provide the Seller with samples of any and all such proposed uses of the Retained Names and Marks and shall obtain the Seller’s prior written approval thereof, which approval shall not be unreasonably withheld, conditioned or delayed by the Seller. The Purchaser agrees to furnish to the Seller, from time to time as reasonably requested, samples of Specified Products to which it affixed the Retained Names and Marks and records of the Purchaser’s quality testing in connection therewith so that the Seller may ensure that the Specified Products meet the Quality Specification and other requirements of this Section 5.5. The Seller may keep records of the results of its quality testing provided that the Seller holds such information as confidential under Section 5.3(c) of this Agreement. If at any time, any Specified Products manufactured by the Purchaser and bearing the Retained Names and Marks shall, in the reasonable opinion of the Seller, fail to conform to the Quality Specification, the Seller shall give the Purchaser notice of such failure. With respect to such Specified Products manufactured by the Purchaser after the Seller has given such notice, the Purchaser shall employ its reasonable best efforts to cure such failure. The Purchaser shall not use the Retained Names and Marks in a manner that is detrimental to the value of or goodwill symbolized by the Retained Names and Marks or in a manner that is reasonably likely to injure, harm or reflect unfavorably on the reputation of the Seller or its Affiliates. The Purchaser shall not use and shall not authorize the use of the Retained Names and Marks, or any source identifier confusingly similar thereto, as part of the name of a legal entity, trade name, brand name, domain name or any other type of name or source identifier. The Purchaser shall describe the Retained Names and Marks in a manner so as to indicate clearly that the Retained Names and Marks are owned by the Seller and shall otherwise use its reasonable best efforts to ensure that its use of the Retained Names and Marks is not likely to cause confusion, mistake or deception as to the source, affiliation, sponsorship or endorsement between the Purchaser and the Seller or their respective products or services. (d) Except as expressly provided in this Section 5.065.5, no other right to use the Retained Names and Marks is granted by BSC the Seller to the Purchaser or its Affiliates Purchaser, whether by implication or otherwise, and nothing hereunder permits shall permit the Purchaser or its Affiliates to use the Retained Names and Marks in any manner other than in connection with the Existing StockStock and the Specified Products. The Purchaser shall ensure that all its uses use of the Retained Names and Marks as provided in this Section 5.06 5.5 shall be only with respect to goods and services of a level of quality commensurate with equal to or greater than the quality of goods and services with respect to which the Business used the Retained Names and Marks were used in the Business prior to the Closing. Any and all goodwill generated by the use of the Retained Names and Marks under this Section 5.06 5.5 shall inure solely to the benefit of BSCthe Seller. The Purchaser or shall not and shall cause its Affiliates shall not to (i) use the Retained Names and Marks hereunder in any manner that may damage or tarnish the reputation of BSC the Seller or its Affiliates or the goodwill associated with the Retained Names and Marks. For Marks other than in connection with the avoidance Existing Stock or the Specified Products nor (ii) contest the ownership or validity of doubt, nothing in this Section 5.06 shall preclude the Purchaser and its Affiliates from keeping records and other historical or archived documents containing or referencing the Retained Names and Marks or referring to the historical fact that the Business was previously conducted under any of the Retained Names and Marks, provided except in the case of (ii) in the event that with respect to any such reference, the Seller or its Affiliates institute a claim or proceeding against the Purchaser shall not use for the infringement or misuse of the Retained Names and Marks to promote any products or services and where the Purchaser shall make explicit believes in good faith that it is using the Business is no longer affiliated Retained Names and Marks in accordance with BSC, the Sellers or any terms of their Affiliatesthis Section 5.5. (de) The Purchaser agrees that BSC the Seller and its Representatives shall have no responsibility for claims by third parties arising out of, or relating to, the use by the Purchaser of any Retained Names and Marks after the Closing, except as provided under Article VIII. In addition to any and all other available remedies, and except as provided pursuant to Article VIII, the Purchaser shall indemnify and hold harmless BSC the Seller and its Affiliates, and their officers, directors, employees, agents, successors and assigns, Representatives from and against any and all such claims that may arise out of the use of the Retained Names and Marks by the Purchaser (i) in accordance with the terms and conditions of this Section 5.065.5, other than such claims that the Retained Names and Marks infringe the Intellectual Property rights of any third party, ; or (ii) in violation of or outside the scope permitted by this Section 5.065.5. Notwithstanding anything in this Agreement to the contrary, the Purchaser hereby acknowledges that in the event of any breach or threatened breach of this Section 5.065.5, BSCthe Seller, in addition to any other remedies available to it, shall be entitled to seek a preliminary injunction, temporary restraining order or other equivalent relief restraining the Purchaser and any of its Affiliates from any such breach or threatened breach. (f) The Purchaser shall not hold itself out as having any affiliation, association or relationship with the Seller, other than as may be required by applicable Law. The Purchaser acknowledges that its use of the Retained Names and Marks pursuant to Section 5.5(b) shall not be deemed an endorsement by the Seller of the Purchaser’s or its Affiliates’ products or services, nor be deemed an affiliation between the Parties or their Affiliates.

Retained Names and Marks. (a) The Purchaser hereby acknowledges that all right, title and interest in and to the “BOSTON SCIENTIFIC”, “BSCI” names and “BSC” namesmarks listed in Part A of Section 5.07(a) of the Disclosure Schedule or other corporate names of ABB or its Affiliates, together with all any confusingly similar names that resemble the foregoing so as to be likely to cause confusion or mistake or to deceive, and all trademarks, service marks, Internet domain names, tag lines, logos, trade names, trade dress, packaging designs, media branding designs, company names and other identifiers of source or goodwill Trademarks containing or incorporating any of the foregoing (collectively, the “Retained Names and Marks”) shall be retained are owned exclusively by BSC or any of its AffiliatesABB, and that, except as expressly provided below, any and all right of the Purchaser OGP Business to use the Retained Names and Marks hereunder shall terminate as of the Closing and shall immediately revert back to BSCABB and the Sellers; provided that neither Purchaser nor any of the OGP Subsidiaries shall be prevented or restricted in any way by ABB from using those names listed in Part B of Section 5.07(a) of the Disclosure Schedule with the superscript or suffix “IT” contained therein so long as such use is without the superscript or suffix “IT” (for the avoidance of any doubt, along with respect to the names “Industrial IT Enabled”, “Industrial IT Certified”, and “Industrial IT Solutions”, Purchaser and the OGP Subsidiaries may use the names “Industrial Enabled”, “Industrial Certified”, and “Industrial Solutions”) (it being understood that ABB makes no warranties regarding the use by Purchaser or any and all goodwill associated therewithof the OGP Subsidiaries of such names apart from the “IT” superscript or suffix as provided above). The Purchaser further acknowledges that it has no rights, and is not acquiring any rights rights, to use the Retained Names and Marks, except as expressly provided hereinagreed to by ABB in writing. (b) After Purchaser shall, as soon as practicable after the Closing, but in no event later than three (3) months thereafter, cause each OGP Subsidiary, as applicable, to file with the appropriate authorities the documents required by Law to effect a change to its corporate name to a corporate name that does not contain any Retained Names and Marks and to supply promptly any additional information and documentary materials that may be requested by ABB with respect to such filings. (c) Purchaser shall, for a period of three (3) months after the Closing Date, the Purchaser shall be entitled to use, solely in connection with the operation use all of the Business as operated in all material respects immediately prior to the Closing, all of its OGP Subsidiaries’ existing stocks of signs, letterheads, invoice stock, advertisements and promotional materials, inventoryInternet websites and Internet domain names associated therewith, packaging inventory and other documents and materials transferred to Purchaser or an OGP Purchaser (“Existing Stock”) containing the Retained Names and Marks, provided that the after which date Purchaser shall use commercially reasonable efforts to removeshall, or cease using the Retained Names and Marks (or in the case of advertisements, promotional materials, inventory and packaging, over-label or re-sticker such Existing Stock so as to conceal such Retained Names and Marks) as promptly as practicable after the Closing. After the twelve (12) month anniversary of the Closing Date (or until such Existing Stock is exhausted in the case of the inventory of any Product for which the Retained Names and Marks are embedded in such Product as part of the manufacturing process and not reasonably capable of being stickered or labeled), the Purchaser shall have no right to use the Retained Names and Marks hereunder and shall have removed cause each OGP Subsidiary and each OGP Purchaser to, remove or obliterated all obliterate Retained Names and Marks from such Existing Stock or ceased cease using such Existing Stock (or in the case of advertisementsStock, promotional materials, inventory and packaging, shall have over-labeled or re-stickered such Existing Stock so as relinquish to conceal such ABB any rights with respect to Internet domain names incorporating any Retained Names and or Marks). (cd) Except as expressly provided in this Section 5.06Agreement, no other right to use the Retained Names and Marks is granted by BSC either ABB or any Seller to the Purchaser, any OGP Purchaser or its Affiliates the OGP Subsidiaries, whether by implication or otherwise, and nothing hereunder permits the Purchaser, any OGP Purchaser or its Affiliates any OGP Subsidiary to use the Retained Names and Marks in on any manner documents, materials, products or services other than in connection with the Existing Stock. The Purchaser shall ensure that all its uses use of the Retained Names and Marks by the OGP Subsidiaries as provided in this Section 5.06 5.07 shall be only with respect to goods and services of a level of quality commensurate with equal to or greater than the quality of goods and services with respect to which the Retained Names and Marks were OGP Business used in the Business prior to the Closing. Any and all goodwill generated by the use of the Retained Names and Marks under this Section 5.06 shall inure solely prior to the benefit Closing. (e) Purchaser agrees that neither ABB nor any of BSC. The Purchaser or its Affiliates shall not use the Retained Names and Marks hereunder in have any manner that may damage or tarnish the reputation of BSC or the goodwill associated with the Retained Names and Marks. For the avoidance of doubt, nothing in this Section 5.06 shall preclude the Purchaser and its Affiliates from keeping records and other historical or archived documents containing or referencing the Retained Names and Marks or referring to the historical fact that the Business was previously conducted under the Retained Names and Marks, provided that with respect to any such reference, the Purchaser shall not use the Retained Names and Marks to promote any products or services and the Purchaser shall make explicit that the Business is no longer affiliated with BSC, the Sellers or any of their Affiliates. (d) The Purchaser agrees that BSC shall have no responsibility for claims by third parties arising out of, or relating to, the use by Purchaser, the OGP Subsidiaries, the OGP Business, the Investors and any Purchaser Affiliate thereof of any Retained Names and or Marks after the Closing, except as provided under Article VIII. In addition to Closing Date other than an allegation that the use of Retained Names or Marks is infringing the rights of a third party in any and all other available remediesrespect, and except as provided pursuant to Article VIII, the Purchaser shall indemnify and hold harmless BSC ABB and its Affiliates, and their officers, directors, employees, agents, successors and assigns, Affiliates from and against any and all such claims that may arise out of the use of the Retained Names and Marks thereof by the Purchaser (i) in accordance with the terms and conditions of this Section 5.06, other than such claims that the Retained Names and Marks infringe the Intellectual Property rights of any third party, or (ii) in violation of or outside the scope permitted by this Section 5.06. Notwithstanding anything in this Agreement to the contraryPurchaser, the OGP Subsidiaries, the OGP Business, the Investors or any Purchaser hereby acknowledges that in the event of any breach or threatened breach of this Section 5.06, BSC, in addition to any other remedies available to it, shall be entitled to seek a preliminary injunction, temporary restraining order or other equivalent relief restraining the Purchaser and any of its Affiliates from any such breach or threatened breachAffiliate thereof.